Lead Counsel, Public Company Governance & Corporate Programs

hubspotjobs; États-Unis; Sur place; USD 180 000 - 300 000; Plein temps

Résumé du poste

HubSpot's Legal Team seeks a senior governance attorney who will own the governance policy framework, the NG&S Committee, and the operational backbone for all three Board committees, including proxy governance and annual meeting processes.

You will lead governance-focused investor engagement, advise on director independence, and own recurring governance programs with disciplined execution. This role reports to the Director of Corporate Legal and drives AI-enabled governance improvements.

Qualifications

• 8–10+ years of corporate and securities law experience.
• In-house governance experience with a U.S. public company (3–4 years).
• Deep knowledge of board and committee governance.
• Experience in proxy statement preparation and shareholder meetings.
• Experience with investor engagement and proxy advisors.
• Ability to independently manage complex governance programs.
• JD from an accredited law school.

Responsabilités

• Lead HubSpot's Governance Policy Framework and NYSE alignment.
• Own NG&S Committee materials and director independence analysis.
• Oversee board and committee operations and proxy disclosures.
• Lead governance-focused investor engagement with ISS/Glass Lewis.
• Manage recurring governance filings, D&O questionnaires, surveys.
• Build an AI-first governance function with scalable templates.

Connaissances

Corporate law

Securities law

Governance knowledge

Board liaison

Proxy experience

Investor relations

Process improvement

AI governance

Formation

Juris Doctor (JD)

Description du poste

POS-20140

The Legal Team

HubSpot's Legal team is a proactive, business-enabling partner - not a back-office function. We help our teams move fast, smart, and responsibly, balancing innovation with rigor so HubSpot can scale as a publicly traded, AI-native company while maintaining trust, compliance, and clarity.

Role Summary

This is a role for a senior governance attorney who has earned the confidence of boards and committees, not just supported them. You will be HubSpot's primary governance lawyer - owning the company's governance policy framework, the NG&S Committee, the operational backbone for all three Board committees, proxy governance and annual meeting, and governance-focused investor engagement.

The governance attorney who succeeds here doesn't just maintain recurring programs - they actively improve how those programs work, bringing the same rigor to process design as to legal advice.

HubSpot is building an AI-first legal function, and we want someone who sees that as an opportunity to do governance work at a higher level of quality and scale, not as an obligation to satisfy.

This is an individual contributor role reporting to the Director of Corporate Legal.

What You'll Do

• 1. Lead HubSpot's Governance Policy FrameworkOwn HubSpot's governance policy framework, including committee charters, governance practices, director independence analysis, related-party frameworks, and Board refresh and skills matrix legal analysis.Lead the annual governance policy refresh, ensuring HubSpot's practices remain aligned with evolving NYSE requirements and governance best practices - and anticipating changes before they arrive.
• 2. Own the Nominating, Governance & Sustainability CommitteeServe as the substantive legal owner for the NG&S Committee, preparing materials, advising on agenda items, translating legal and governance requirements into practical recommendations, and supporting the committee chair.Advise on director independence, related-party considerations, Board refresh, and skills matrix analysis, with the judgment to resolve most questions independently.
• 3. Run Board and Committee OperationsOwn the operational backbone for the Board and its Audit, Compensation, and NG&S Committees as a shared service across all three committees.Own the governance sections of HubSpot's annual proxy statement, including director biographies, skills matrix, committee descriptions, governance policy disclosures, and ESG and sustainability content, and lead the annual meeting process and logistics end-to-end.
• 4. Lead Governance-Focused Investor EngagementLead governance-focused investor engagement, including proxy advisor outreach related to Board composition and governance practices, and partner with Investor Relations on shareholder communications and proxy season strategy.Engage directly with ISS, Glass Lewis, and significant shareholders on governance matters with the preparation and credibility to represent HubSpot's positions authoritatively.
• 5. Own Corporate Governance ProgramsOwn recurring corporate governance programs (governance filings, D&O questionnaires, governance surveys, and related compliance obligations) with disciplined execution and strong records practice.
• 6. Build an AI-First Governance FunctionYou have a point of view on how AI and automation can raise the quality and efficiency of recurring governance work, and you act on it. You will identify and implement process improvements (including AI-enabled workflows) that reduce friction, strengthen governance operations, and increase the team's operating leverage.Build templates, playbooks, and governance infrastructure that make this function more scalable and resilient over time.

What You'll Bring

Required Qualifications

• 8-10+ years of corporate and securities law experience at top law firms and/or in-house, with at least 3-4 years of meaningful in-house experience advising a U.S. public company on corporate governance matters.
• Deep knowledge of public company governance (Board and committee practices, director independence, governance policies, stock exchange requirements, and related-party frameworks) with the judgment to own governance calls independently.
• Extensive experience supporting Boards and Board committees, with the credibility to advise on governance matters directly and translate legal requirements into practical, boardroom-ready recommendations.
• Meaningful ownership of, or a senior role in, annual proxy statement preparation and annual shareholder meeting processes.
• Demonstrated track record of governance-related investor and proxy advisor engagement; able to partner with Investor Relations and senior stakeholders as a peer, not a process manager.
• Track record of independently managing complex, recurring governance programs with strong attention to legal judgment, execution, and records discipline - and a drive to continuously improve how those programs run.
• JD from an accredited law school and ac